Chapter 2

The next night Rusty, Sam and Billy waited till it got dark, then hurried down the alley and into Rita Davis' back yard. They hoped the blonde waitress with the fantastic knockers would unwittingly put on another show for them--but to their great disappointment, her whole house was dark.

"Crap," said Rusty. "Do you think she's on to us?"

"Naw, she's just not home," said Sam. "It's Saturday night. She's probably out having a good time."

"Wish we were," said Billy. "Now what do we do for fun?"

"Let's prowl around and look at some more houses," said Rusty. "That's what we planned. We might find something really good."

"There'll never be anything like Rita," sighed Sam, "but, okay, let's go."

The three friends silently walked the alleys of their neighborhood, looking for a new show. They discovered that most people in that respectable middle class area pulled the curtains in their bedrooms. The few times they found an uncurtained window, there wasn't much to see-some guy doing push-ups, an old lady reading in bed, and Mr. Hackett, the prissy town librarian, shampooing his dog.

"Big deal," said Sam. "I don't think we'll ever get another break like Rita."

"Well, it's early yet," said Rusty, trying to keep up his friends' spirits. "Let's try a few more alleys."

In the very next alley they hit pay dirt--sort of. There was a well-lit bedroom window with no curtain, and there was a woman taking off her clothes. Only the woman was Miss Emily Rogers, who'd been their teacher in the sixth grade, a skinny spinster who always looked like she'd been sucking lemons.

"Christ, of all the luck," said Billy. "It would have to be HER. Come on, you guys--if I see Miss Rogers without her clothes, I'll puke."

"Hey, man," said Sam, "this is better than nothing, ain't it? I'm gonna stay and watch."

"Yeah," Rusty snickered, "it might be a real kick seeing ol' Rogers naked. Maybe she even plays with herself."

That possibility interested Billy, and he joined his buddies as they sneaked up to the teacher's window and peered in. The big lilac bush stood close to the window and kept them from being spotted from the alley. They had a good clear view of Miss Rogers and her room.

Emily Rogers was removing her sensible brown low-heeled shoes. When she had done so, she went to her dresser mirror and began taking her brown hair out of its tight prim bun. To the boys it seemed like she removed about a hundred pins before her hair finally cascaded down her back, free at last.

"Hey," said Billy, "I'll be damned. She's got kinda pretty hair."

"Yeah, makes a difference, doesn't it?" said Rusty. "Too bad she doesn't wear it down all the time."

"The way she dresses, it's like she wanted to be ugly," said Sam. "I wonder why."

They all wondered as they watched Miss Rogers, for the more undressed she got, the prettier she was. Emily Rogers was in her mid-thirties, but with her long thick brown hair down, she looked younger and softer. It was even better when she removed her granny glasses and revealed her big blue eyes with their thick natural lashes. She brushed her hair thoroughly, then began to unbutton her prim white cotton blouse.

The boys jostled for a better view, not that they expected to see anything spectacular. Miss Rogers had a chest like an ironing board, or so it appeared in the mannish tweed suits she wore to school. She was a tall woman, maybe five seven, and her thin body appeared to go straight up and down like a boy's.

"Bet she's got no tits at all," said Billy. "Shut up and find out," said Rusty. "She's gotta have some," said Sam. "All girls have them."

Still they had their doubts about Miss Rogers. As she unbuttoned her blouse, they held their breath, and at last she removed the garment and revealed a tight white cotton bra. The pockets of the bra were about the size of large apples.

"Gotta be padded," said Rusty.

Somehow they just couldn't imagine their frosty old maid teacher with tits. Miss Rogers reached around and unhooked her bra and slowly drew it off. She folded it and carefully placed it in a drawer, then turned--and the boys could finally see her tits.

They were lovely. Not as big as Rita's, of course. Rita had received a bonus in the tit department. But Miss Rogers' apple-size boobs were perfectly round and firm, creamy-pale, and capped with small pretty pink nipples. Her pouting jugs wobbled deliriously as she moved around the room.

"Sonofabitch," said Sam, "they're not half bad."

"Nice, in fact," said Rusty. "I sure wouldn't mind copping a feel of those knockers."

"Yeah," Billy agreed wistfully. "But how come she hides them? That bra flattens 'em out, makes her look like she's got nothing."

No one could answer his question about Miss Rogers' strange behavior, her apparent wish to hide her femininity. They watched as she unzipped her tweed skirt and stepped out of it. She was wearing white cotton panties, of course. She didn't seem to own a single frilly or pretty piece of clothing. "Nice legs," said Rusty.

That was true. Miss Rogers had long slim legs, but at school she hid them in long skirts and ugly tan support stockings. She had a cute little ass, too, the boys saw as she turned around, two round globes that firmly filled her clinging panties.

"Legs, hell," said Sam, who was beginning to pant, "I wanta see her pussy."

"Yeah," Billy gleefully agreed. "Imagine seeing ol' Rogers' pussy. Man, what a kick ..."

The boys silently drew closer to the window as Miss Rogers seized the waistband of her sensible white panties and began to draw them down. Like Rita the night before, she had her back to them, and they prayed she wouldn't turn out the light before they got a look at her snatch.

The panties inched down over her adorable round little butt, then wafted down her long slim legs. She stepped out of them, then bent over to pick them up, and the gawking boys had an all-too-quick glimpse of her slit, a thin pink line of flesh surrounded by delicate brown curls. Then she straightened up and carried the panties to a clothes hamper.

"Turn around, baby, turn around," Sam coaxed.

Billy was rubbing his crotch, and Rusty was hardly breathing. Miss Rogers stood with her back to them, and it looked for a moment as if she might just hop into bed and turn out the light. Then, however, she gave a big sigh and turned around, heading for the dresser.

"Oh, wow, NICE!" Rusty sighed.

His friends agreed. Miss Rogers had a really nice body, long-legged and tiny-waisted, firm and slender yet deliriously curved. Her bush was tiny compared to Rita's, just a pretty little puff of light-brown curls. Her round pouting tits bounced enticingly as she walked. From the neck down they would never have recognized her as the prim cold spinster who'd taught them a few years ago.

"Shit, why does she wanta hide a figure like that?" Sam moaned, but again no one could answer.

Miss Rogers opened a dresser drawer and took out a small tube of something and carried it over to her bed. She slept in a narrow single bed with a plain white coverlet. She lay down on her back, and from the boys' angle they could see right up between her legs-or could have, if she'd only open them...

"What's that thing she's got?" said Billy. "What's she gonna do?"

"Dunno," said Rusty. "I just hope to hell she doesn't turn out the light."

"Don't even say it," said Sam.

In silent agreement the boys crept right up to the window and pressed their noses against it. They saw Emily Rogers squeeze some clear jelly out of the tube and spread it on her fingers. She set the tube aside and started to reach downward--and then she blushed hotly all over. She waited a moment, gave a deep sigh, and slipped her hand down into her crotch.

Some deep changes came over her. Her eyes closed, and her usually sour face relaxed into a funny little smile. Her slim body relaxed, too, and she opened her long legs very wide, showing the boys her delicate pink slit It seemed small and dainty compared to Rita's wide red gash. Then her hand obscured their view. She was rubbing the jelly on herself, rubbing from the little light-brown wrinkle of her asshole right up to the plump crease of her furry cunt lips.

"What's she doing?" Billy asked breathlessly.

"It's hard to believe," said Rusty, "but I think she's playing with herself."

Sam snickered. "Ol' Rogers frigging herself," he said. "Too fuckin' much ..."

They watched, hardly breathing, and Miss Rogers rubbed the jelly all over her pretty pink pussy, reserving a big bright glob of the stuff on the tip of her middle finger. When her whole rosy slit was slick and gleaming with jelly, she finally wiggled her middle finger into the small mouth of her cunt.

"Oooooo!" they heard her squeal.

Her pale finger slowly inched up her tiny twat, disappearing clear to the last knuckle. Her teeth flashed in a lusty smile, and she wriggled her slim hips around the stiff impalement of her own finger. With her other hand she pried open the fat furry lips of her cunt and exposed a tiny pink button of flesh, like the lump Rita had played with, only much smaller and daintier. She began to rub the little button with a fingertip.

She rubbed her sensitive little clit, and her finger began to move in and out of her cunt. The finger was wet and gleaming, not just with the jelly but with her own steamy pussy cream. As she busily frigged her clit and cunt, she kept her eyes tightly closed, and a wide lusty smile spread over her face.

"Ummm," Miss Rogers purred, "ahhhhh ..."

She rubbed her sensitive little clit, and her finger began to move in and out of her cunt. The finger was wet and gleaming, not just with the jelly but with her own steamy pussy cream. As she busily frigged her clit and cunt, she kept her eyes tightly closed, and a wide lusty smile spread over her face.

"Ahhh, God," she whined, "so good ..."

The boys all felt their cocks going rock hard in their jeans, and simultaneously they slipped out their stiff pricks and began to pump them furiously right along with Miss Rogers' brisk motions. They could hardly have been any more excited than their teacher. She began to arch her slim body upward, getting more friction from her jerking fingers, and thick cream poured from her tiny cunt mouth.

"Ahhhh, yes, yes," she moaned. "Albert, darling, do it to me .. ."

"Albert?" said Sam, busily jacking off.

Rusty, happily pumping his own cock, snickered. "Hey, that's Mr. Rumbaugh's first name-you know, the biology teacher. Dig it-Miss Rogers is in love with ol' Rumbaugh."

"Wants to get it on with him," Billy chuckled. "Too bad--he's so bashful, he'd never ask her out."

The boys felt a little sorry for Miss Rogers as she feverishly rubbed her clit and cunt, moaning Albert Rumbaugh's name. Clearly she was pretending that the shy biology teacher was fucking her, but she had no lover except her own hands. Her slim body grew more and more flushed, her cries became hoarse and frantic, and her fingers flew over her sucking wet cunt and wet little joy button.

"AHHHHHH!" she wailed.

Her thighs parted widely, and the boys saw her slim pale finger pounding in and out of her soaked cunt-mouth. Her body rocked violently as she came. Rusty, Sam and Billy stifled moans of excitement as they shot their loads against the side of Miss Rogers' house. Then the pretty spinster schoolteacher sighed and turned off her bedside lamp.

"Wow, what a show," said Sam as they walked away down the alley. "I never dreamed Miss Rogers would be interested in sex."

"Well, we're learning something," said Rusty. "We've seen two horny women jacking off, which means there must be plenty of chicks around here who'd like to get laid. Maybe we should offer our services."

His friends gawked at him. "Aw, they'd never do it with us," Sam said. "They think we're too young."

"You never know," Rusty said thoughtfully. "I'm working on a plan ... But it's still early yet. Let's drop by Rita's and see if she's home."

The chance of seeing the biggest tits in town quickened their steps, and in a few minutes they were sneaking into Rita Davis' back yard. The windows of her house were still dark, however. The boys were about to leave when suddenly they heard noises from, inside the house, and then the bedroom light went on.

"Hot damn," said Rusty, "she's home-and she didn't pull the shades!"

The boys settled into their spying place in the bushes just as Rita flicked on the light and entered her bedroom. She was dressed to kill, or rather to seduce, wearing a clinging bright-red dress with a neckline so low it almost reached her navel. Her deep ripe cleavage made the boys sigh with longing.

Rita strolled into the bedroom, wide hips swaying enticingly, big cushiony boobs bouncing heavily. She looked happy and excited. When she was a few feet into the room, she turned toward the door and said something.

A man walked into the room.

He was nothing special, just a middle-aged skinny guy losing his hair, a guy with a small pot belly and a big nose and a drunken leer. The boys guessed Rita must have picked him up in a bar. He looked at Rita like he wanted to devour her in one gulp- "Shit," said Rusty, "if she wanted to get laid, she didn't have to bring that creep home. She coulda had US."

"Yeah," Sam sighed, "and I could fly to Mars on a fart."

"Shut up, you guys," Billy hissed. "They're saying something."

The boys crawled closer to the window and listened.

"You gonna give me a kiss, baby?" the guy was saying.

Rita giggled and let him approach her. He embraced her roughly and jammed his mouth onto hers. Her big pointed tits flattened against his chest, and she moaned and threw her arms around him, dropping her purse. She slammed her crotch against his and began to grind her pussy against him.

The boys were writhing with envy. Obviously Rita had the hots again, but this undeserving turkey was going to get to fuck her. It didn't seem fair, not when the boys wanted to get laid so badly. They all had aching cock-stands again. They would gladly have rucked Rita all night-but they knew she'd just laugh at the idea, that she'd think of them as just little kids. It was agony.

"Hey, you're pretty hot stuff, you know?" the man was saying, his sweaty hands running hungrily over Rita's lush curvy body.

She just giggled and rubbed her belly against his. The guy reddened a little and decided to get bolder. He laid one hand on the jutting point of her breast and squeezed. The other hand dipped down under her short skirt and came up squeezing her ass.

"I'd really like to get it on with you, doll," the guy said, starting to breathe heavily. "You're getting me really hot."

Sam groaned. "I've heard better dialogue in Tarzan movies," he said.

"Yeah, what does she see in him?" Billy pouted.

"Maybe he's the only guy she could find," Rusty sighed. "Jesus, I wish she'd give us a chance..."

The boys watched enviously as the balding drunk continued to paw Rita. She was getting very pink in the face and starting to breathe fast and loud. Then abruptly she slipped from his grasp and dropped to her knees in front of him. She reached for his fly . . .

The boys almost knocked each other over as they jostled for a closer view. They wondered what the hell Rita was doing. The guy seemed to wonder, too. He just stood there with his mouth hanging open, staring stupidly down at her.

Rita, flushed and trembling with excitement, undid the guy's pants and let them drop to his ankles. She tugged down his jockey shorts, too. The dude sure wasn't much to look at. He had a sparse pubic patch of brown and gray hairs, a tiny sagging pair of red balls, and a limp pale little cock the size of the average thumb. He didn't even have a hard-on.

"Shit," said Billy contemptuously, "he's hung like a mouse. Even I got a bigger dick than that."

"He doesn't deserve her," Sam moaned.

"Poor Rita," Rusty sighed.

Rita herself showed no disappointment when she saw the guy's limp pitiful little prick. Her eyes lit up brightly, and she licked her full red lips. She slipped her hand under the guy's tiny red balls and began to massage them. He flinched, then grinned.

"Hey, you wanta play with my nuts, baby?" he said, leering down at her.

Rita didn't bother to reply. While one hand briskly massaged his flabby little balls, she used the other hand to fist his tiny soft cock, pumping it hungrily. She had her ample curved butt toward the boys, and they could see a wet spot on the back of her dress. Her hips ground in a helpless fucking motion as she worked to get the guy hard.

Maybe he was so old he'd forgotten how, but all Rita's lusty massaging of his cock and balls had no effect. It was driving the boys wild just watching her, imagining how it would feel if she did that to them-but the dumb jerk just stood there leering stupidly, and his dick stayed as tiny and soft as ever.

At last Rita looked up at him and sighed deeply. "I thought you wanted to get it on," she said.

"Yeah, yeah, I do," he said eagerly, as if nothing were wrong. "I really got the hots for you, baby."

"Well, a helluva lotta good that's gonna do me," Rita said wearily, "if you can't get a hard-on."

The guy looked down at his cock as if noticing it for the first time. "Oh, yeah," he said vaguely, "it ain't very hard, is it? Well, give me a minute."

"I ain't got a minute," said Rita. "I'm horny NOW!"

She bent forward again, lifted the guy's doughy little prick to her mouth, and sucked it between her ripe red lips. She sucked it in all the way to his small dangling balls. She drew her cheeks in sharply and began to suck on his cock fast and hard, with a loud wet slurpy noise.

"Awww, Jesus, YEAH!" the guy gasped. "Suck my meat, baby ..."

The boys gasped. They'd never heard of that practice before, but it didn't take much imagination to know how good it would feel to have their stiff horny little cocks massaged in the juicy heat of a woman's mouth. No wonder the guy was finally coming to life.

"Oh man," Sam moaned, "if only that was me."

"Yeah," Rusty said bitterly, "I could really get off on that."

"I'd come," Billy sighed. "I'd come right in her mouth."

Rita sucked fast and loud on the guy's pale limp cock. She seemed to enjoy doing it, moaning and sighing as she tasted his meat. The guy swayed dizzily and clutched her shoulders to brace himself. A lusty grin spread over his face. After a few minutes of her juicy wet sucking, he staggered backward, his spit-soaked cock popping from her lips.

"That did it," he sighed.

His prick was hard, all right, stiffly hugging his belly and rosy from her hard sucking, but it wasn't much bigger than before. It was just a skinny four inches, a sight that made the boys moan. They all had bigger dicks than that.

Rita seemed pleased, however. She looked hungrily at his stiff little pecker and got to her feet and staggered over to the bed. The guy followed, almost tripping on his pants which were down around his ankles. He kicked them off and quickly removed his jacket and shirt as well. He was pale, thin and hairy, not a treat to look at.

Rita watched his naked approach, and she hurriedly pulled her dress off over her head. Off came her slip and bra and panties, as fast as she could remove them and toss them out of the way. She stretched out on her back, offering her fantastically endowed body, her mountainous jugs heaving.

For the first time, the guy actually seemed impressed. He stopped short of the bed and stared at Rita's watermelon jugs with their big cone-shaped light-brown nipples. He licked his lips, and his stiff little cock drooled a big bright glob of juice.

"Jesus Christ," he said, "you got the biggest tits I ever seen."

"Never mind that," Rita said in a husky urgent voice. "For God's sake get over here and fuck me."

She emphasized her need by opening her legs, bending her knees and letting her creamy thighs fall wide apart, just as she had done last night when the boys watched her beating off. The guy stared at her lush wet red pussy. Then he staggered over and climbed onto the bed and crawled between her legs.

"Baby," he panted, "I'm gonna fuck you till you can't walk. I'm gonna ball you bowlegged. m-- "Skip the speeches," Rita sighed. "Just stick it in me, for chrissake. I been so long without a man I could scream."

To everyone's relief, the guy shut up. He wedged the rosy hard head of his cock between the hairy lips of Rita's cunt. He pushed forward, and his skinny pale rod disappeared up her gushing hole. He gave a yelp of excitement and began to fuck her hard, his flabby little ass flying.

"Ahhhh, God, YES!" Rita wailed, throwing her arms around him. "Fuck meee ... Hard, dammit, HARD ... Ohhhh, yessss ..."

The boys watched wide-eyed, pressing their hot faces against the window. They had their stiff young pricks out and were frigging themselves furiously. It was the first time they'd ever seen anybody fuck, actually seen how it was done.

It looked like fun, to say the least.

"Oh, Jesus," Rusty panted, "I bet that feels great."

"It must beat jacking off," Sam moaned. "Shit, if only it was us instead of him," Billy said.

The guy's skinny ass jerked furiously as he worked his stiff meat in Rita's gratefully offered cunt. She held him by the waist, digging him into her, and she moaned and bucked and held her legs open lewdly wide for him, as if she couldn't get his cock deep enough in her seething box. Her mammoth tits swelled up hard and pointed with arousal, and her face was twisted into a broad sensual leer.

"Do it to me, do it to me," she chanted. "Oh, Christ, that's sooo good ... I need it bad ... Don't stop..."

Overcome with excitement, Rusty and his friends began to come against the side of the house, but Rita kept right on fucking furiously, moaning and shrieking. The guy's pale skinny body bounced over her tall lush figure, his stiff little rod flashing in and out of her flooding twat. She was creaming heavily, helplessly, her juice flowing out to puddle on the bed.

"Fuck meeee!" she whined. "Keep fucking me, you sonofabitch, don't stop ... Oh, God, do it harder, HARDER ..."

He did it harder, all right, because he was coming. His jerking ass went out of control, and the boys could hear the loud smacking noise as his belly slammed into Rita's again and again. The guy was whining, then bellowing--then motionless. He lay heavily on Rita, limp and panting.

"Don't stop," she whimpered. "Please, don't stop. I haven't come yet."

"Sony, baby," the guy sighed, rolling off her. "I shot my load, and I'm finished for the night." He got up and started to dress.

Rita stared at him, her expression at first disappointed, then furious. As he was putting on his shoes, she picked up an ashtray and threw it at him, just missing his head.

"Get out of here, you miserable little creep!" she shouted. "You're not even a man! GET OUT!"

The guy wisely fled, and Rita sank back on the bed, sobbing with frustration. After a moment she turned out the light, but the boys could still hear her crying.

"That settles it," said Rusty as they walked home. "We've got to help Rita."

"Help ourselves, you mean," Sam chuckled.

"Whatever," said Rusty with a grin, "but tomorrow we're gonna go over there and ball her."

"You're crazy," said Billy. "She'd never fuck us."

"Don't be too sure," said Rusty with a mysterious smile. "I have a plan ..."